Product Terms - withBIM

AGREED TERMS

Your attention is particularly drawn to the provisions of clause 13 (Limitation of liability).

About us
1. Company details. CADfluence Limited (company number 12740241) (we and us) is a company registered in England and Wales and our registered office is at Woodlands Grange, Woodlands Lane, Bradley Stoke, Bristol BS32 4JY. Our main trading address is 180 Borough High Street. London. SE1 1LB. Our VAT number is 369 5730 54. Our trading name is withBIM and we operate the website withBIM.com.
2. Contacting us. To contact us, email us at support@withBIM.com. How to give us formal notice of any matter under the Contract is set out in clause 19.2.
Our contract with you
1. Our contract. These terms and conditions (Terms) apply to the order by you and supply of Digital Content and Services by us to you (Contract). They apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
2. Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
3. Definitions. To make these Terms easier to read, the following words or phrases have the meanings given to them below:
  1. Authorised User(s): those of your employees, agents and independent contractors who are authorised by you to access the Knowledge Area and for whom there is an available User Subscription, as further described in clause 8.2.
  2. Charges: has the meaning set out in clause 9.1.
  3. Commencement Date: has the meaning set out in clause 3.4.
  4. Content Bundles: the digital models of smaller items that we make available in bundles on the basis of a one-off licence purchase.
  5. Digital Content: the digital content and components that we make available as Templates or Content Bundles for download from our website and use by you, subject to these Terms, as part of the Services. For Templates, this includes updates that we make generally available to subscribers during the Subscription Term.
  6. Initial Subscription Period: the period of 12 months beginning on the Commencement Date.
  7. Knowledge Area: the part of our website where we make the Materials available to Authorised Users.
  8. Licensed Users: has the meaning set out in clause 7.2(a).
  9. Materials: the supp
  10. Order Confirmation: has the meaning set out in clause 3.4.
  11. Renewal Subscription Period: has the meaning set out in clause 0.
  12. Services: the provision by us of access to:
    1. downloads of the Digital Content (on a one-off basis in relation to Content Bundles; for the Subscription Term in relation to Templates);
    2. such updates to Templates as we make generally available to subscribers during the Subscription Term; and
    3. such Materials as we make available to Authorised Users during the Subscription Term.
  13. Subscription Term: in relation to certain types of Digital Content, the Initial Subscription Period plus any Renewal Subscription Period.
  14. Templates: the digital templates that we make available on the basis of a licence for the Subscription Term (which includes one User Subscription).
  15. User Subscriptions: the single user subscription for the Knowledge Area that is included within the purchase of a Template plus such additional user subscriptions for the Knowledge Area that are included within the Charges paid or payable by you pursuant to clause 9, each of which user subscriptions entitles an Authorised User to access and use the Materials, the relevant Digital Content and the Materials in accordance with these Terms.
  16. Warranty Period: has the meaning set out in clause 13.1.
4. Language. These Terms and the Contract are made only in the English language.
5. Your copy. You should print off a copy of these Terms or save them to your computer for future reference.
Placing an order and its acceptance
1. Placing your order. Please follow the onscreen prompts to place your order. You may only submit an order using the method set out on the site. Each order is an offer by you to buy the Services specified in the order subject to these Terms.
2. Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order is complete and accurate.
3. Acknowledging receipt of your order. After you place your order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 3.4.
4. Accepting your order. Our acceptance of your order takes place when we send an email to you to accept it (Order Confirmation), at which point and on which date (Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Services confirmed in the Order Confirmation.
5. If we cannot accept your order. If we are unable to supply you with the Services for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Services, we will refund you the full amount.
Our services
1. Descriptions and illustrations. Any descriptions or illustrations on our site are published for the sole purpose of giving an approximate idea of the services described in them. They will not form part of the Contract or have any contractual force.
2. Compliance with specification. Subject to our right to amend the specification (see clause 4.3) we will supply the Services to you in accordance with the specification for the Services appearing on our website at the date of your order in all material respects
3. Changes to specification. We reserve the right to amend the specification of the Services if required by any applicable statutory or regulatory requirement or if the amendment will not materially affect the nature or quality of the Services
4. Time for performance. We will use all reasonable endeavours to meet any performance dates specified in the Order Confirmation, but any such dates are estimates only and failure to perform the Services by such dates will not give you the right to terminate the Contract.
Your obligations
1. It is your responsibility to ensure that:
  1. the terms of your order are complete and accurate;
  2. you cooperate with us in all matters relating to the Services;
  3. you provide us with such information and materials we may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects; and
  4. you comply (and that each user complies) with these Terms.
2. It is your responsibility to correctly set up and implement all necessary IT systems, including (without limitation) hardware, software, internet connectivity and peripherals, and to set up and ensure the proper licensing and authorisation of the necessary host software(s), their appropriate configuration, and the availability of all other equipment and supporting material to facilitate your use of the Digital Content and to deliver your intended results.
3. If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 5.1or clause 5.2 (Your Default):
  1. we will be entitled to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services. In certain circumstances Your Default may entitle us to terminate the Contract under clause 16 (Termination);
  2. we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services; and
  3. it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.
Subscription Term
1. In relation to Templates, the Contract shall, unless otherwise terminated as provided in this clause 6, continue for the Initial Subscription Period and shall be automatically renewed thereafter for successive periods if 12 months (each a Renewal Subscription Period), unless:
  1. either party notifies the other of non-renewal, in writing, at least 14 days before the end of the Initial Subscription Period or the then current Renewal Subscription Period; or
  2. the Contract is otherwise terminated in accordance with the Terms.
Grant and scope of licence
1. In consideration of payment by you of our Charges and you agreeing to abide by these Terms, we grant to you:
  1. a non-exclusive, non-transferable licence to use any Content Bundle that you purchase on the basis of these Terms;
  2. a non-exclusive, non-transferable licence for the Subscription Term to use any Template that you purchase on the basis of these Terms; and
  3. a non-exclusive, non-transferable licence for the Subscription Term for each Authorised User to use the Materials on the basis of these Terms
2. You may:
  1. download, install and use the Digital Content (for your internal business purposes only) on as many central processing units (CPUs) as you have individual users at a single physical site location (Licensed Users), such that if Digital Content is to be used at more than one location, you must purchase it for each location), and:
    1. provided you comply with the provisions in clause 7.3, make up to 1 copies of the Digital Content for back-up purposes only; and
    2. (in respect of Templates and during the Subscription Term only) receive and use any free supplementary software code or update of the Digital Content incorporating “patches” and corrections of errors as may be provided by us from time to time.
  2. (in respect of Templates and during the Subscription Term only) permit as many Authorised Users to access the Knowledge Area as you have available User Subscriptions that are unused by any other Authorised User;
3. Except as expressly set out in these Terms or as permitted by any local law, you undertake:
  1. not to copy the Digital Content or Materials except where such copying is incidental to normal use of the Digital Content, or where it is necessary for the purpose of back-up or operational security;
  2. not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Digital Content or Materials;
  3. not to make alterations to, or modifications of, the whole or any part of the Digital Content, nor permit the Digital Content or any part of it to be combined with, or become incorporated in, any other programs;
  4. not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Digital Content nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Digital Content with another software program, and provided that the information obtained by you during such activities:
    1. is used only for the purpose of achieving inter-operability of the Digital Content with another software program; and
    2. is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
    3. is not used to create any software which is substantially similar to the Digital Content;
  5. to keep all copies of the Digital Content secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Digital Content;
  6. to supervise and control use of the Services, Digital Content and Materials and ensure that the Services, Digital Content and Materials are used by Licensed Users and Authorised Users (as the case may be) only for your proper and lawful business purposes and in compliance with these Terms;
  7. to include our copyright notice on all entire and partial copies you make of the Digital Content on any medium;
  8. not to provide or otherwise make available the Digital Content in whole or in part (including but not limited to program listings, object and source program listings, object code and source code), in any form to any person other than Licensed Users and Authorised Users without prior written consent from us; and
  9. to comply with all applicable technology control or export laws and regulations.
User subscriptions
1. Subject to you paying our Charges in accordance with clause 9, the licence set out in clauses 7.1 and 7.2, the restrictions set out in clause 7.3, this clause 8 and the other Terms, we hereby grant you the right to permit the Authorised Users to use the Materials during the Subscription Term solely for your internal business operations.
2. In relation to the Authorised Users, you agree and undertake that:
  1. the maximum number of Authorised Users that you authorise to access and use the Services, the Digital Content and the Materials shall not exceed the number of User Subscriptions you have purchased from time to time;
  2. you will not allow or suffer any User Subscription to be used by more than one individual Authorised User (provided that, following your request, we may reassign a User Subscription in its entirety to another individual Authorised User, in which case the prior Authorised User shall no longer have any right to access or use the Services, the Digital Content or the Materials);
  3. each Authorised User shall keep a secure password for his use of the Services, the Digital Content and the Materials, that such password shall be changed as frequently as required by your internal policies and that each Authorised User shall keep his password confidential;
  4. you shall provide us with an individual user name and email address for each Authorised User (each Authorised User’s email address must be on the same domain);
  5. you shall maintain a written, up to date list of current Authorised Users and provide such list to us within seven days of our written request at any time;
  6. you shall permit us or our designated auditor to audit the Services in order to establish the name and password of each Authorised User. Each such audit may be conducted no more than once per quarter, at our expense, and this right shall be exercised with reasonable prior notice, in such a manner as not to substantially interfere with your normal conduct of business;
  7. if any of the audits referred to in clause 8.2(f) reveal that any password has been provided to any individual who is not an Authorised User, then without prejudice to our other rights, you shall promptly disable such passwords and you shall not issue any new passwords to any such individual; and
  8. if any of the audits referred to in clause 8.2(f) reveal that you have underpaid Charges to us, then without prejudice to our other rights, you shall pay to us an amount equal to such underpayment as calculated in accordance with the prices set out on our website within 14 days of the date of the relevant audit.
Charges
1. In consideration of us providing the Services you must pay our charges (Charges) in accordance with this clause 9.
2. The Charges are the:
  1. one-off charges for Content Bundles;
  2. recurring 12-monthly charges for Templates (each of which includes a single User Subscription for the Knowledge Area);
  3. recurring 12-monthly charges for additional User Subscriptions for the Knowledge Area,
    
    and are those quoted on our site at the time you submit your order or at the time that the Initial Subscription Period or Renewal Subscription Period begins (as the case may be).
3. If you wish to change the scope of the Services after we accept your order, and we agree to such change, we will modify the Charges accordingly.
4. We take all reasonable care to ensure that the prices stated for the Services are correct at the time when the relevant information was entered into the system. However, please see clause 9.6 for what happens if we discover an error in the price of the Services you ordered.
5. Our Charges are exclusive of VAT. Where VAT is payable in respect of some or all of the Services you must pay us such additional amounts in respect of VAT, at the applicable rate, at the same time as you pay the Charges.
6. It is always possible that, despite our reasonable efforts, some of the Services on our site may be incorrectly priced. Where the correct price for the Services is less than the price stated on our site, we will charge the lower amount and if the correct price for the Services is higher than the price stated on our site, we will contact you as soon as possible to inform you of this error and we will give you the option of continuing to purchase the Services at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. However, if we mistakenly accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may cancel supply of the Services and refund you any sums you have paid.
How to pay
1. Payment for the Services is in advance. We will take your first payment upon acceptance of your order and will take subsequent payments annually in advance thereafter.
2. You can pay for the Services either by bank transfer or by using a debit card or credit card. The cards that we can accept are those detailed on our site from time to time.
3. If you opt to pay by bank transfer, we will send you an electronic invoice within three days of your order, which you must pay within a further three days.
4. If you opt to pay by debit or credit card, we will send you an electronic receipted invoice within seven days of the beginning of the month following payment.
5. Regardless of your chosen method of payment, a £20 administration fee will be levied for any failed or cancelled payments.
6. We will send you the files in respect of the relevant Digital Content (or make them available to you for download) the day after we receive your payment.
7. If you fail to make a payment under the Contract by the due date, then, without limiting our remedies under clause 16 (Termination), you will have to pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 10.7 will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
8. We shall each pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
Intellectual property rights
1. You acknowledge that all intellectual property rights in the Digital Content and the Materials, and arising from the Services, anywhere in the world belong to us or our licensor(s), that rights in them are licensed (not sold) to you, and that you have no rights in, or to, the Digital Content or the Materials other than the right to use them in accordance with these Terms.
2. You acknowledge that you have no right to have access to the Digital Content in source code form.
How we may use your personal information
1. We will use any personal information you provide to us to:
  1. provide the Services;
  2. process your payment for the Services; and
  3. inform you about similar products or services that we provide, but you may stop receiving these at any time by contacting us.
2. We will process your personal information in accordance with our privacy policy.
Limited warranty
1. We warrant that:
  1. the Digital Content will, when properly used and on an operating system and in conjunction with computer programs for which it was designed, perform substantially in accordance with the functions described on our website; and
  2. our website correctly describes the operation of the Digital Content in all material respects,
    
    for a period of 90 days from the date of your first access to the Digital Content (Warranty Period).
2. If, within the Warranty Period, you notify us in writing of any defect or fault in the Digital Content as a result of which it fails to perform substantially in accordance with the description on our website, we will, at our sole option, either:
  1. repair or replace the Digital Content, provided that you make available all the information that may be necessary to help us to remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault; or
  2. refund the Charges paid by you in respect of the Digital Content (or, where the Charges paid by you are in respect of more than just the Digital Content in question, such proportion of the Charges as we consider to be fair and reasonable).
3. The warranty does not apply:
  1. if the defect or fault in the Digital Content results from you having used the Digital Content on an operating system and/or in conjunction with computer programs other than those for which it was designed (or on unsupported versions of them); or
  2. if the defect or fault in the Digital Content results from you having altered or modified the Digital Content; or
  3. if the defect or fault in the Digital Content results from you having used the Digital Content in breach of these terms; or
  4. to any of the matters referred to in clause 13.4.
4. You acknowledge and agree that:
  1. Templates are capable of modification by users and that we are not responsible for any diminution of, or error in, the performance of any Template as a consequence of any modification or development of a Template undertaken by you or a Licensed User;
  2. in relation to output from Templates, it is possible that, despite our best efforts, there may exist errors or anomalies in the Templates. You also acknowledge that the Templates and the system in which they are used may be negatively and inadvertently affected by you or a Licensed User;
  3. the Digital Content are intended only to be tools to support design, documentation, and other project activities and are no substitute for your (or the Licensed Users’) professional judgment and design, and they in no way reduce or replace your professional responsibilities, including the careful checking of output and information being issued to third parties;
  4. we are not responsible for, and shall have no liability in respect of, the resulting information achieved through your (or the Licensed Users’) use of the Digital Content, including (without limitation) all results and output;
  5. you (and the Licensed Users) are solely responsible for establishing adequate and independent procedures for testing the accuracy, completeness, reliability and compliance of the various features within the Digital Content and the Services as a whole, to ensure they meet your needs, professional and legal obligations, and any other requirements relevant to their use;
  6. in relation to all items designed with the support of the Digital Content, Materials and the Services, the resulting outputs may not achieve the results you (or the Licensed Users) intend or desire within your (or their) design or design procedures. Whilst we endeavour to ensure that Digital Content, the Materials and the information provided through our Services is correct, no warranty (whether express or implied) is given as to its accuracy and we do not accept any liability for error or omission.
Limitation of liability: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
1. You acknowledge that:
  1. the Digital Content and the Materials have not been developed to meet your individual requirements, including any particular cybersecurity requirements you might be subject to under law or otherwise, and that it is therefore your responsibility to ensure that the facilities and functions of the Digital Content meet your requirement; and
  2. the Digital Content and the Materials are intended only to be tools to support your (and the Licensed Users’) design, documentation, and other project activities, and that they are no substitute for your (or their) professional judgment and design and professional responsibilities, including (without limitation) the checking of outputs and other information that is to be relied upon by you (or the Licensed Users) or others, including (but not limited to) outputs and other information that is to be issued to third parties,
    
    and that, subject to clause 14.2, we shall have no liability whatsoever in respect of the matters referred to above or, for the avoidance of doubt, any information, results or output achieved from your (or the Licensed Users’) use of the Digital Content and/or Materials.
2. Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
  1. death or personal injury caused by negligence;
  2. fraud or fraudulent misrepresentation; and
  3. breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
3. Subject to clause 14.2, we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
  1. loss of profits;
  2. loss of sales or business;
  3. loss of agreements or contracts;
  4. loss of anticipated savings;
  5. loss of use or corruption of software, data or information;
  6. loss of or damage to goodwill; and
  7. any indirect or consequential loss.
4. Subject to clause 14.2, our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to 125% of the total Charges paid under the Contract.
5. We have given commitments as to compliance of the Services with the relevant specification in clause 4.2. In view of these commitments, the terms implied by sections 3 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
6. Unless you notify us that you intend to make a claim in respect of an event within the notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of the event having occurred and shall expire six months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
7. Nothing in these Terms limits or affects the exclusions and limitations set out in our Terms of Use.
8. This clause 14 will survive termination of the Contract
Confidentiality
1. We each undertake that we will not at any time during the Contract, and for a period of three years after termination of the Contract, disclose to any person any confidential information concerning one another’s business, affairs, customers, clients or suppliers, except as permitted by clause 15.2.
2. We each may disclose the other’s confidential information:
  1. to such of our respective employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of exercising our respective rights or carrying out our respective obligations under the Contract. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this clause 15; and
  2. as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority
3. Each of us may only use the other’s confidential information for the purpose of fulfilling our respective obligations under the Contract.
Termination, consequences of termination and survival
1. Termination. Without limiting any of our other rights, we may suspend the performance of the Services, or terminate the Contract with immediate effect by giving written notice to you if:
  1. you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within seven days of you being notified in writing to do so;
  2. you fail to pay any amount due under the Contract on the due date for payment;
  3. you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
  4. you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
  5. your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
2. Consequences of termination
  1. On termination of the Contract for any reason
    1. all rights granted to you under these Terms shall cease;
    2. you must immediately cease all activities authorised by these Terms; and
    3. you must immediately and permanently delete or remove the Digital Content from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Digital Content and Materials then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.
  2. Termination of the Contract will not affect your or our rights and remedies that have accrued as at termination.
3. Survival. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.
Events outside our control
1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
2. If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
  1. we will contact you as soon as reasonably possible to notify you; and
  2. our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.
3. You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel we will refund any Charges paid by you in respect of additional User Subscriptions on a pro rata basis in respect of the unexpired part of the Initial Subscription Term or the then current Renewal Subscription Term (as the case may be). No refunds (whether in whole or part) shall be payable in respect of Content Bundles or Templates that have been delivered or made available for download prior to the termination date.
Non-solicitation

You must not attempt to procure services that are competitive with the Services from any of our directors, employees or consultants, whether as an employee or on a freelance basis, during the period that we are providing the Services to you and for a period of six months following termination of the Contract.
Communications between us
1. When we refer to “in writing” in these Terms, this includes email.
2. Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
3. A notice or other communication is deemed to have been received:
  1. if delivered personally, on signature of a delivery receipt;
  2. if sent by pre-paid first class post or other next working day delivery service, at 11.00 am on the second working day after posting; or
  3. if sent by email, at 9.00 am the next working day after transmission.
4. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
5. The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.
General
1. Assignment and transfer
  1. We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing or by posting on our site if this happens.
  2. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
2. Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
3. Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
4. Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
5. Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
6. Governing law and jurisdiction. The Contract is governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.